Amendment to General Statement of Beneficial Ownership — Schedule 13DFiling Table of Contents

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549
(Amendment No. 2)
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
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Guaranty Federal Bancshares, Inc.
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(Name of Issuer)
Common Stock, par value $.10 40108P101
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(Title of class of securities) (CUSIP number)
Todd J. Mason
Alpine Associates, A Limited Partnership
100 Union Avenue, Cresskill, NJ07626, (201) 871-0866
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(Name, address and telephone number of person authorized to
receive notices and communications)
March 28, 2002
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(Date of event which requires filing of this statement)
If the person has previously filed a statement on Schedule 13G to report the
acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b) (3) or (4), check the following box [ ].
Note: When filing this statement in paper format, six copies of this
statement, including exhibits, should be filed with the Commission. See Rule
13d-1(a) for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting
persons initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities and
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that
section of that Act but shall be subject to all other provisions of the Act
(however, see the Notes).
1 NAME OF REPORTING PERSON: Alpine Associates, A Limited
Partnership
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: #06-0944931 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (A) [X] (B) [_]3 SEC USE ONLY 4 SOURCE OF FUNDS: WC, BK, OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [_] REQUIRED PURSUANT TO ITEM 2(D) OR 2(E): 6 CITIZENSHIP OR PLACE OF
ORGANIZATION: New Jersey
NUMBER OF SHARES 7 SOLE VOTING POWER: 0 BENEFICALLY 8 SHARED VOTING POWER: 0 OWNED BY EACH REPORTING 9 SOLE DISPOSITIVE POWER: 0 PERSON WITH 10 SHARED DISPOSITIVE POWER: 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON: 0 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_] EXCLUDES CERTAIN SHARES: 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0.00% 14 TYPE OF REPORTING PERSON: PN, BD
1 NAME OF REPORTING PERSON: Alpine Partners, L.P.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: #22-3528110 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (A) [X] (B) [_]3 SEC USE ONLY 4 SOURCE OF FUNDS: WC, BK, OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [_] REQUIRED PURSUANT TO ITEM 2(D) OR 2(E): 6 CITIZENSHIP OR PLACE OF
ORGANIZATION: New Jersey
NUMBER OF SHARES 7 SOLE VOTING POWER: 0 BENEFICALLY 8 SHARED VOTING POWER: 0 OWNED BY EACH REPORTING 9 SOLE DISPOSITIVE POWER: 0 PERSON WITH 10 SHARED DISPOSITIVE POWER: 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON: 0 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_] EXCLUDES CERTAIN SHARES: 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0.00% 14 TYPE OF REPORTING PERSON: PN, BD
1 NAME OF REPORTING PERSON: Palisades Partners, L.P.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: #13-3456480 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (A) [X] (B) [_]3 SEC USE ONLY 4 SOURCE OF FUNDS: WC 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [_] REQUIRED PURSUANT TO ITEM 2(D) OR 2(E): 6 CITIZENSHIP OR PLACE OF
ORGANIZATION: Delaware
NUMBER OF SHARES 7 SOLE VOTING POWER: 0 BENEFICALLY 8 SHARED VOTING POWER: 0 OWNED BY EACH REPORTING 9 SOLE DISPOSITIVE POWER: 0 PERSON WITH 10 SHARED DISPOSITIVE POWER: 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON: 0 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_] EXCLUDES CERTAIN SHARES: 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0.00% 14 TYPE OF REPORTING PERSON: PN 1. SECURITY AND ISSUER
This statement relates to the Common Stock, par value $.10 (the "Stock"),
of Guaranty Federal Bancshares, Inc. (the "Company"). The principal
executive offices of the company are located at 1341 W. Battlefield,
Springfield, Missouri65807.
2. IDENTITY AND BACKGROUND
The persons filing this statement are Alpine Associates, A Limited
Partnership ("Associates"), a limited partnership organized under the laws of
the State of New Jersey, principally engaged in the business of acting as a
registered broker dealer and a member of the National Association of
Securities Dealers; Alpine Partners, L.P. ("Partners"), a limited partnership
organized under the laws of the State of New Jersey, principally engaged in
the business of acting as a registered broker dealer and a member of the
National Association of Securities Dealers; and Palisades Partners, L.P.
("Palisades"), a limited partnership organized under the laws of the State of
Delaware, principally engaged in the business of trading in securities.
(Associates, Partners and Palisades together are referred to as
"Registrants".) The principal office of each Registrant is located at 100
Union Avenue, Cresskill, New Jersey07626. Eckert Corp. is the sole general
partner of Associates and Partners. Victoria Eckert is the President of
Eckert Corp. and its sole director. Eckert Corp. is a Delaware corporation.
Its business address is 100 Union Avenue, Cresskill, New Jersey07626. Its
principal business is acting as general partner of Associates and Partners.
Ms. Eckert is a citizen of the United States. Her business address is 100
Union Avenue, Cresskill, New Jersey07626. Her principal occupation is
acting as president of Eckert Corp. Gordon A. Uehling, Jr. is the sole
general partner of Palisades. Mr. Uehling is a citizen of the United States.
His business address is 100 Union Avenue, Cresskill, New Jersey07626. His
principal occupation is acting as general partner of Palisades. Robert E.
Zoellner, a citizen of the United States whose business address is 100 Union
Avenue, Cresskill, New Jersey07626, provides investment management services
to Associates, Partners and Palisades. Mr. Zoellner and Ms. Eckert are
married. Registrants may be deemed to be a "group" within the meaning of
Rule 13d-5 promulgated under the Securities Exchange Act of 1934, as amended,
by virtue of their having a common investment manager and, in the case of
Associates and Partners, a common general partner. Each disclaims beneficial
interest in the others holdings. During the last five years, none of the
above named persons has been convicted in any criminal proceeding (excluding
traffic violations and similar misdemeanors) or has been a party to any civil
proceeding of a judicial or administrative body of competent jurisdiction as
a result of which such person was or is subject to a judgment, decree or
final order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding any
violation with respect to such laws.
3. SOURCE AND AMOUNT OF FUNDS
A total of $4,018,288, $409,730, and $14,800 has been used by Associates,
Partners and Palisades, respectively, to purchase shares of the Stock. The
funds for such purchases have been obtained from working capital, which may
at any given time include funds borrowed in the ordinary course of business
from margin accounts. It is expected that additional purchases of Stock (if
any) will be financed in the same manner.
4. PURPOSE OF TRANSACTION
Registrants purchased the Stock for investment, in the ordinary course of
their businesses. In the future Registrants may, in the ordinary course of
their businesses, make additional purchases and/or sales of the Stock.
Except as set forth in the preceding sentence, Registrants have no plans or
intentions which relate to or would result in any of the transactions
described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.
5. INTEREST IN SECURITIES OF THE ISSUER
(a) Registrants own no shares of the Stock. Certain employees of an
affiliate of Associates and Partners own shares of Common Stock in an
aggregate amount less than 0.5% of the total outstanding shares. Registrants
disclaim beneficial interest in the shares held by such employees.
(c) On December 10, 2001, Registrants executed sales of all shares of
the Stock they owned to an unaffiliated third party at a price of $15.13 per
share. Subsequently, on December 13, 2001, such third party refused to
complete such transactions. On March 28, 2002, in connection with the
settlement of disputes arising from such transactions, Associates and
Partners sold all shares of Stock they owned to the Company at a price of
$15.13 per share.
(d) Not applicable.
(e) Not applicable.
6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
Except as set forth above, neither Associates, Partners, Palisades nor
any of the other persons referred to in Item 2 above has entered into any
contract, arrangement, understanding or relationship (legal or otherwise)
with any person with respect to any securities of the Company.
7. EXHIBITS
Exhibit 1 - Joint Filing Agreement (Previously filed)
SCHEDULE 13-D
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After reasonable inquiry and to the best of our knowledge and belief, we
certify that the information set forth in this statement is true, complete
and correct.
ALPINE ASSOCIATES, A LIMITED PARTNERSHIP
By: Eckert Corp., General Partner
By: /S/TODD MASON
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Todd Mason
DATED: April 5, 2002 SCHEDULE 13-D
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After reasonable inquiry and to the best of our knowledge and belief, we
certify that the information set forth in this statement is true, complete
and correct.
ALPINE PARTNERS, L.P.
By: Eckert Corp., General Partner
By: /S/TODD MASON
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Todd Mason
DATED: April 5, 2002 SCHEDULE 13-D
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After reasonable inquiry and to the best of our knowledge and belief, we
certify that the information set forth in this statement is true, complete
and correct.
PALISADES PARTNERS, L.P. BY: /S/GORDON A. UEHLING, JR.
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Gordon A. Uehling, Jr.
DATED: April 5, 2002
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